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OUR Walmart Associate Shareholders Voting Guide

We are Walmart associates AND shareholders, who believe that the effective management of employees
is an essential ingredient for delivering value to customers, associates, and shareholders. We are
concerned that insufficient board oversight of employee management, as well as of ethics and
compliance, at Walmart threatens the companys creation of long-term value. We take our responsibilities
as shareholders seriously, so we have considered the voting options at the upcoming Walmart Annual
Shareholders Meeting and prepared this brief guide.

There are six voting items. OUR Walmart Associate Shareholders recommend a vote Against all
director nominees listed in Proposal 1, Against Company Proposals 2 and 3, and For Shareholder
Proposals 4, 5, and 6.

Company Proposal 1- Election of Directors - AGAINST

We recommend a vote Against the slate of 14 nominees put forward by the Board of Directors. We
wish to send a message to Chairman S. Robson (Rob) Walton and the rest of the Board of Directors that
they have provided insufficient leadership and oversight in a number of areas, including our companys
environmental impact, corporate governance, internal controls, legal compliance, supply chain, and
management of employees. Our company needs new direction in all of these areas, and voting Against
the slate will send that message.

Company Proposal 2 Ratification of Ernst & Young LLP as Independent Accountants - AGAINST

We recommend a vote Against Proposal 2. In contrast to what many believe are good corporate
governance standards our company has never changed its outside auditor. Thus, Ernst & Young has been
the auditor during every breakdown in internal controls at our company. Shareholders should not accept
this track record.

Company Proposal 3 Advisory Vote to Approve Named Executive Officer Compensation - AGAINST

We recommend a vote Against Proposal 3. We believe that our companys executive compensation is
excessive and fails to align pay and performance. The new CEO received compensation 1,142 times the
median employee. Executives received so-called performance pay equal to many times their salaries
despite below-target performance. Meanwhile, if store associates even received bonuses, they were equal
to tiny fractions of their salaries. These disparities illustrate distorted incentives and demoralize the
associates who create value for our company.

Shareholder Proposal 4 Request for Independent Chairman Policy - FOR

We recommend a vote For Proposal 4. Independent Board leadership is a powerful safeguard for
shareholder interests. With an independent Chairman who sets the Boards agenda, procedures, and
priorities, the Board will be better able to carry out its primary responsibility: to oversee management and
hold them accountable.

Shareholder Proposal 5 Request for Annual Report on Recoupment of Executive Pay - FOR

We recommend a vote For Proposal 5. Our company has a policy that when executives engage in
misconduct that exposes our company to serious financial, legal, and reputational risks, our company may
claw back the pay they have received. However, our company does not disclose when this policy is
actually implemented. Without disclosure, the deterrent effect of the policy is weakened, and shareholders
do not know whom the Board is holding accountable for wrongdoing (other than named executive
officers, for whom clawback disclosure is already required). This proposal will provide greater
transparency.

Shareholder Proposal 6 Request for Annual Report on Lobbying FOR

We recommend a vote For Proposal 5. Our company spends millions of dollars on lobbying, but
shareholders and associates are given virtually no information on how this money is spent. That
information will allow us to assess how company resources are being used to affect legislation and to
determine whether these lobbying efforts are advancing the long-term sustainability of the company.


We urge all associate shareholders to make their voices heard by voting their shares.

Sincerely,



Cynthia Murray (Store No. 1985, Laurel, MD)


Mary Pat Tifft (Store No. 1167, Kenosha, WI)


Mary Watkines (Store No. 2571, Federal Way, WA)

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